Atlas Critical Minerals Corporation filed its annual report on Form 20-F for the year ended December 31, 2025, outlining its strategy as an exploration-stage critical minerals company focused on Brazil. The company holds extensive rare earths, graphite, titanium, uranium-proxy, copper, nickel, iron ore, gold and quartzite mineral rights, but has no reserves under Regulation S-K 1300 and remains unprofitable, with an accumulated deficit of approximately $14.5 million as of December 31, 2025.
The filing describes significant risks, including limited operating history, dependence on continual equity or debt financing, exposure to volatile mineral prices, stringent Brazilian environmental and mining regulation, climate and cybersecurity risks, and geographic concentration in Brazil. Control is highly concentrated through one Series A preferred share and common stock holdings held by founder and CEO Marc Fogassa. The report also details a 2024 merger with Apollo Resources, an option agreement with Atlas Lithium to acquire Brazil Minerals Resources Corporation, and a January 2026 Nasdaq-listed equity offering that raised gross proceeds of about $11.0 million (net approximately $9.7 million) to fund exploration and working capital.
Atlas Critical Minerals Corporation received a new Schedule 13G reporting a significant passive ownership position by investment entities associated with Kenneth Griffin. The filing shows that Mr. Griffin may be deemed to beneficially own 298,520 Shares of common stock, representing 6.0% of the company’s outstanding Shares. These holdings include 289,309 Shares attributed to Citadel Advisors LLC and related investment entities, and 9,211 Shares attributed to Citadel Securities LLC and its affiliates.
The percentages are based on 4,997,445 Shares outstanding as of January 11, 2026
Atlas Lithium Corporation filed a Schedule 13D reporting beneficial ownership of 1,024,966 shares of Atlas Critical Minerals Corp common stock, representing about 20.5% of the outstanding shares as of January 8, 2026. Atlas Lithium holds sole voting and dispositive power over these shares.
The filing explains that Atlas Lithium initially gained control through earlier transactions and a 2016 merger involving Apollo Resources, and that it received 66,496 shares as consideration for an option agreement giving Atlas Critical Minerals the right to buy 100% of Brazil Mineral Resources Corporation. On January 8, 2026, Atlas Lithium also purchased 50,000 shares in Atlas Critical Minerals’ underwritten public offering at $8.00 per share for $400,000.
Atlas Lithium states it holds the stake for general investment purposes and actively engages with Atlas Critical Minerals’ board and management on strategy, organization and potential board representation. A 2016 registration rights agreement grants Atlas Lithium piggyback registration rights for future share resales, with offering expenses generally paid by Atlas Critical Minerals and selling costs paid by Atlas Lithium.